Terms of Use

Effective: November 6, 2026

Xsolla ZK, Inc., a Delaware corporation (“Xsolla ZK,” “we,” “us,” or “our”), develops and operates websites and software interfaces through which you may choose to interact with the Xsolla ZK network and other blockchain protocols, such as Ethereum. Xsolla ZK operates the websites and software interfaces listed in Section 1.2, together with any other website or interface that links to these Terms (collectively, the “Site”), which include text, images, audio, code, and other materials or third-party information.

These Terms of Use, including their appendix (“Terms,” “Terms of Use,” or “Agreement”) contain the terms and conditions that govern your access to and use of the Site and Offerings provided by us and are an agreement between us and you and/or the entity you represent (“you” or “your”). Until notified otherwise, Xsolla ZK is the only party to this Agreement other than you. No other entity, including any parent, subsidiary, or other member of the Xsolla group of companies, is a party to this Agreement or assumes any obligation or liability to you under it. Section 12.9 identifies the limited provisions that our Affiliates and certain other persons are entitled to enforce. Please read these Terms of Use carefully before using the Site or Offerings. By using the Site, clicking a button or checkbox to accept or agree to these Terms where that option is made available, clicking a button to use or access any of the Offerings, or, if earlier, using or otherwise accessing the Offerings (the earliest date on which any of the events listed above occur being the “Effective Date”), you (1) agree to these Terms and any additional terms that apply to certain Additional Offerings (as defined below), rules and conditions of participation issued by us from time to time and (2) agree to the collection, use, disclosure and other handling of information as described in our Global Privacy Notice. If you do not agree to the Terms or to perform any and all obligations you accept under the Terms, then you may not access or use the Offerings.

NOTICE TO PARENTS AND GUARDIANS: If you permit a minor to access the Site or Offerings, you are responsible for supervising that minor’s activity and for their compliance with these Terms of Use and all other applicable Policies, including the Global Privacy Notice and Cookie Policy. If you do not agree to these Terms of Use, do not let your minor access or use the Site or Offerings.

The Xsolla ZK network. The Xsolla ZK network is a public, permissionless blockchain network. It is not owned by us; it is not an Offering, and these Terms do not govern it. The operation of the network, your transactions on it, and any applications, smart contracts, or digital assets deployed on it by third parties are outside the scope of these Terms. Digital assets and network state are recorded on the network and are not held or controlled by us.

The Offerings. These Terms govern only the websites and software interfaces we operate, as identified in Section 1.2, and your access to and use of them. You are not required to use the Offerings in order to interact with the Xsolla ZK network.

Network operations. We do not operate the Xsolla ZK network. Sequencing, proving, chain maintenance, and protocol upgrades are performed by a third-party infrastructure provider under a services agreement with us, and bridging between the network and other blockchain protocols uses shared protocol infrastructure selected by that provider. We do not order or execute protocol upgrades. We cannot modify, reverse, censor, delay, or otherwise alter any transaction submitted to the network, nor can we recover any digital asset. Our permissions are non-custodial and limited to operating the Offerings and to any smart contracts we expressly identify as controlled by us. We do not guarantee that the network will continue to operate, remain available, or process transactions, and we may cease funding or procuring infrastructure services at any time. We will use commercially reasonable efforts to provide advance public notice of any planned discontinuation of network operations that we are aware of.

You represent to us that you are lawfully able to enter into binding contracts. If you are entering into this Agreement for an entity, such as the company you work for, you represent to us that you have legal authority to bind that entity.

In addition, you represent to us that you are (1) not subject to sanctions or otherwise designated on any list of prohibited or restricted parties, including but not limited to the lists maintained by the United Nations Security Council, U.S. Government (i.e., the Specially Designated Nationals List and Foreign Sanctions Evaders List of the U.S. Department of Treasury and the Entity List of the U.S. Department of Commerce), European Union or its Member States, United Kingdom or any other applicable government authority, and not owned or controlled, directly or indirectly, by any such person, and (2) not a citizen or resident of, organized under the laws of, or located in any country or territory subject to a comprehensive sanctions program implemented by the United States, and (3) not accessing or using the Offerings on behalf of, or for the benefit of, any person described in (1) or (2).

Please refer to Section 13 below for defined terms used in this Agreement.

1. The Offerings.

1.1 Generally.

You may access and use the Offerings only in accordance with this Agreement. You agree to comply with the terms of this Agreement and all laws, rules, and regulations applicable to your use of the Offerings.

1.2 Offerings and Access.

Xsolla ZK offers a number of Offerings under the Xsolla ZK brand or other brands owned by us or licensed to us. These include the Xsolla ZK web portal, the bridge interface, and the block explorer, each of which is a website or software interface operated by us. Offerings are generally accessed through the Site or through a third-party provider that we have approved, such as the Google Play or Apple App Store, unless otherwise agreed in writing. Some Offerings may require you to create an account with Xsolla ZK.

1.3 Third-Party Content and Services.

In certain Offerings, you may view, have access to, and may use the informational content, products, or services of one or more third parties (“Third-Party Content” and “Third-Party Services,” respectively). In each such case, you agree that you view, access, or use such content and services at your sole election. Your reliance on any Third-Party Content and use of Third-Party Services are subject to the terms and conditions set forth by the applicable third-party content and/or service provider, and not to this Agreement. This Agreement only governs your use of the Offerings. Those terms and conditions may involve separate fees and charges or include disclaimers or risk warnings regarding reliance on or the accuracy of any information. Such terms may also apply a privacy policy different from the one that Xsolla ZK maintains and incorporates into this Agreement. It is your responsibility to understand the terms and conditions of Third-Party Services, including how those service providers use any of your information under their own privacy policies and other applicable terms and conditions.

Third-Party Content and Services are provided for your convenience only. We do not verify, curate, or control them. As a result, we do not guarantee, endorse, or recommend such Third-Party Content or Services to users of the Offerings, or the use of such Content or Services for any particular purpose. You access, rely upon, or use any Third-Party Content or Services at your own risk. Xsolla ZK disclaims all responsibility and liability for any Losses on account of your reliance upon or use of such Content or Services. For example, we have no responsibility for Third-Party Content that may be unlawful, misleading, incomplete, erroneous, offensive, indecent, or otherwise objectionable to you or under the law in your jurisdiction. The choice to rely on Third-Party Content or to use a Third-Party Service is your own, and you are solely responsible for ensuring that your reliance or use is in compliance with all applicable laws. Dealing or correspondence with any third party that provides such Content or Services is solely between you and that third party. We reserve the right to change, suspend, remove, disable, or impose access restrictions or limits on the use of any Third-Party Content or Services at any time without notice.

1.4 Support.

You may seek or receive technical or product support, information, advice, or guidance from us regarding the Offerings, including via a third-party service provider, chat interface, or email. All support made available or provided by or on behalf of Xsolla ZK is believed to be reliable, but we do not make representations or warranties, express or implied, as to its accuracy, its completeness, or the results to be obtained. Such support is being provided for informational purposes only and, by accepting such support, you are representing that you have adequate skill and experience regarding the proper selection, use, and/or application of Offerings and use such Offerings at your own discretion and risk. With the exception of instances of gross negligence or intentional wrongdoing (or as otherwise mandated by applicable law), you hold us harmless for any injury that may result from the support you receive from us. You are aware that our customer support efforts may be impersonated by malicious third parties, and you agree that we are not responsible for the actions of such impersonators. You further acknowledge that we offer support only through the channels identified on the Site, that we will not offer support via SMS, WhatsApp, Telegram, WeChat, X (formerly Twitter), or similar direct messaging channels, and that we will never ask you for your private key or secret recovery phrase.

1.5 Blockchain Data.

The Offerings display information recorded on public blockchain networks, including transaction data, addresses, balances, token names and symbols, contract code, and metadata and links supplied by third parties. That information is created and published by third parties, not by us. We display it for convenience only and do not verify, endorse, or warrant its accuracy, safety, or legitimacy. Where we indicate that contract source code has been verified, that indicates only that the source code submitted to us corresponds to the deployed bytecode; it is not an audit, endorsement, security guarantee, recommendation, or approval by us, and we make no representation as to the safety, quality, or legitimacy of any contract or application. We have no obligation to monitor information displayed through the Offerings, but we may, in our sole discretion and without notice, decline to display, remove or de-index any information. You acknowledge that we cannot alter, remove, or prevent the recording of any information on a blockchain network, and that any action we take under this Section is limited to what is displayed through the Offerings.

2. Changes.

2.1 To the Offerings.

We may change or discontinue any or all of the Offerings or change or remove functionality of any or all of the Offerings from time to time. We will use commercially reasonable efforts to communicate to you any discontinuation of an Offering through the Site or public communication channels. We will also use commercially reasonable efforts to continue supporting the Offering for up to one (1) month after the discontinuation, except if doing so (a) would pose an information security or intellectual property risk, (b) is economically or technically burdensome, or (c) would create undue risk of us violating the law.

2.2 To this Agreement.

We reserve the right, at our sole discretion, to modify or replace any part of this Agreement or any incorporated Policy at any time. It is your responsibility to check this Agreement periodically for changes, but we will also use commercially reasonable efforts to communicate any material changes to this Agreement through the Site, email (if you have an account), or public channels. We will state the date on which any change takes effect. No change to this Agreement applies retroactively, and no change to Section 11 applies to any dispute of which we had notice before that change took effect. You agree that your continued use of or access to the Offerings following the effective date of any change constitutes acceptance of those changes, whether or not you were checking for changes or actually read the changes.

3. Your Responsibilities.

3.1 Use of the Offerings.

For any Offerings, whether they require that you set up an account with Xsolla ZK or they do not, and except to the extent caused by our direct breach of this Agreement, (a) you are responsible for all activities that occur with respect to your use of the Offerings, regardless of whether the activities are authorized by you or undertaken by you, your employees or a third party (including your contractors, agents or other End Users), and (b) we and our Affiliates are not responsible for unauthorized access to the Offerings or your account, including any access that occurred as a result of fraud, phishing or other criminal or unlawful activity perpetrated by third parties. You will ensure that your use of the Offerings does not violate any applicable law.

3.2 Your Security and Backup.

You are solely responsible for properly configuring and using the Offerings and otherwise taking appropriate action to secure, protect, and back up your accounts and/or Your Content in a manner that provides appropriate security and protection, which may include using encryption. Your obligations under this Agreement include ensuring that any available software updates or upgrades to an Offering you are using are promptly installed or implemented, and recording and securely maintaining any password or other credential related to your use of the Offerings. You will not share any such password or credential with us or with any third party, and we will not be responsible if you do so, whether knowingly or unknowingly. Your private keys and secret recovery phrase are addressed in Section 3.4.

3.3 Log-In Credentials and API Authentication.

To the extent we provide you with log-in credentials and API authentication generated by the Offerings, such log-in credentials and API authentication are for your use only, and you will not sell, transfer, or sublicense them to any other entity or person, except that you may disclose your password or API key to your agents and subcontractors performing work on your behalf (and you take full responsibility for doing so).

3.4 Digital Wallets.

We do not create, host, custody, or control digital wallets, and we do not hold, store, or have access to your private keys or secret recovery phrase. Where an Offering permits you to connect a digital wallet in order to view information or to transact on the Xsolla ZK network, that wallet is provided by you or by a third party, and its use is your sole responsibility. We are unable to recover a lost or compromised private key or secret recovery phrase, and we will not be responsible if you disclose either to any person, whether knowingly or unknowingly.

4. Fees and Payment.

4.1 Fees for the Offerings.

We do not currently charge any fee for accessing or using the Offerings. We reserve the right to introduce fees for any Offering, and we will disclose any such fee on the Site or in the user interface of the applicable Offering before it applies to you.

4.2 Network Fees.

Transactions you initiate on the Xsolla ZK network or any other blockchain protocol may require the payment of network transaction fees. Those fees are determined by the applicable network protocol, are not charged by us for the Offerings, and are not within our control. You are solely responsible for paying them.

4.3 Taxes.

You are responsible for identifying and paying any taxes arising from your use of the Offerings or from your transactions on any blockchain protocol.

5. Temporary Suspension; Limiting API Requests.

5.1 Generally.

We may suspend your right to access or use any portion or all of the Offerings immediately if we determine:

• (a) your use of the Offerings (i) poses a security risk to the Offerings or any third party, (ii) could adversely impact our systems, the Offerings or the systems of any other End User, (iii) could subject us, our Affiliates or any third party to liability or increased risk of liability or harm or (iv) could be unlawful or potentially unlawful;
• (b) you are, or any End User is, in breach of this Agreement;
• (c) you are in breach of your payment obligations under Section 4; or
• (d) for entities, you have ceased to operate in the ordinary course, made an assignment for the benefit of creditors or similar disposition of your assets, or become the subject of any bankruptcy, reorganization, liquidation, dissolution, or similar proceeding.

5.2 Effect of Suspension.

Suspension of your access to an Offering affects only your use of that Offering. It does not affect any digital assets recorded on the Xsolla ZK network or on any other blockchain protocol, and it does not prevent you from interacting with those networks by other means.

5.3 Limiting API Requests.

We retain sole discretion to limit your API requests (“API Requests”) submitted in conjunction with your use of an Offering at any time if your usage of the Offering exceeds the usage threshold we specify on the Site or in the user interface of the Offering (“Applicable Threshold” or “Threshold”). Further, excessive API Requests, as determined by Xsolla ZK in our sole discretion, may result in the temporary or permanent suspension of your access to an account or to your use of the applicable Offering. Xsolla ZK is not required but will endeavor, when reasonable, to warn an account owner or user prior to suspension.

5.4 Blocking; Geographic Restrictions; No Circumvention.

We may, in our sole discretion and without prior notice, prohibit particular blockchain addresses from accessing or transacting through the Offerings, restrict or block access to the Offerings from particular internet protocol addresses, and restrict or block access to the Offerings from particular countries, regions or territories. If your access to any Offering is restricted or blocked, you will not take any action to circumvent that restriction, including masking or altering your internet protocol address, using a proxy server or virtual private network, or accessing the Offerings through another person or address on your behalf. Any such circumvention is a material breach of this Agreement.

6. Term; Termination.

6.1 Term.

The term of this Agreement commences on the Effective Date and remains in effect until you stop accessing or using the Offerings or until terminated under this Section 6. Any notice of termination by either party must include a Termination Date that complies with the notice periods in this Section 6 or in Appendix 1, as applicable.

6.2 Termination.

(a) Termination for Convenience. You may terminate this Agreement for any reason by ceasing use of the Offerings. We may terminate this Agreement or discontinue your access to any or all of the Offerings at any time.

(b) Termination for Cause By Us. We may also terminate this Agreement for cause immediately (A) if we have the right to suspend under Section 5, (B) if our relationship with a third-party partner who provides software or other technology we use to provide the Offerings expires, terminates, or requires us to change the way we provide the software or other technology as part of the Offerings, or (C) in order to avoid undue risk of violating the law.

6.3 Effect of Termination.

Upon the Termination Date:

• (i) all your rights under this Agreement immediately terminate;
• (ii) the terms and conditions of this Agreement shall survive the expiration or termination of this Agreement to the full extent necessary for their enforcement and for the protection of the party in whose favor they operate. For instance, should this Agreement between you and us terminate, any dispute raised after you stop accessing or using the Offerings will be subject to the applicable provisions of this Agreement if that dispute relates to your prior access or use; and
• (iii) termination does not affect any digital assets recorded on the Xsolla ZK network or on any other blockchain protocol, and does not prevent you from interacting with those networks by other means.

For any use of the Offerings after the Termination Date, the terms of this Agreement will again apply.

7. Proprietary Rights.

7.1 Your Content.

Depending on the Offering, you may share Content with us. Except as provided in this Section 7, we obtain no rights under this Agreement from you (or your licensors) to Your Content; however, you consent to our use of Your Content in any manner that is consistent with the purpose of your use of the Offerings or that otherwise facilitates providing the Offerings to you.

7.2 Offerings License.

We or our licensors own all rights, title, and interest in and to the Offerings and intellectual property rights therein. We claim no ownership of the Xsolla ZK network, any blockchain protocol, or any open-source software made available under its own license. Subject to the terms of this Agreement, we grant you a limited, revocable, non-exclusive, non-sublicensable, non-transferable license to do the following: (a) access and use the Offerings solely in accordance with this Agreement; and (b) copy and use Our Content solely in connection with your permitted and lawful use of the Offerings. Except as provided in this Section 7.2, you obtain no rights under this Agreement from us, our Affiliates, or our licensors to the Offerings, including any related intellectual property rights. Some of Our Content and Third-Party Content may be provided to you under a separate license or other open-source license. In the event of a conflict between this Agreement and any separate license, this Agreement will prevail with respect to Our Content, and the separate license will prevail with respect to Third-Party Content that is the subject of such separate license.

7.3 License Restrictions.

Neither you nor any End User will use the Offerings or Site in any manner or for any purpose other than as expressly permitted by this Agreement. Except as otherwise authorized in a signed writing in advance, neither you nor any End User will or will attempt to (a) modify, distribute, alter, tamper with, repair or otherwise create derivative works of any Content included in the Offerings (except to the extent the Content included in the Offerings is provided to you under a separate license that expressly permits the creation of derivative works), (b) reverse engineer, disassemble or decompile the Offerings or apply any other process or procedure to derive the source code of any software included in the Offerings (except to the extent applicable law does not allow this restriction), (c) access or use the Offerings in a way intended to avoid incurring fees or exceeding usage limits or quotas, (d) use scraping techniques to mine or otherwise scrape data except as expressly authorized by us in advance in a signed writing or information recorded on non-permissioned public ledgers where it is blatantly apparent that such information is intended to be used for general public consumption, or (e) resell or sublicense the Offerings unless otherwise agreed to by us in a signed writing. You will not use Our Marks unless you obtain our prior written consent. You will not misrepresent or embellish the relationship between us and you (including by expressing or implying that we support, sponsor, endorse, or contribute to you or your endeavors, business, or otherwise). You will not imply any relationship or affiliation between us and you except as expressly permitted by this Agreement.

7.4 Suggestions.

If you provide any Suggestions to us or our Affiliates, we and our Affiliates will be entitled to use the Suggestions without restriction. You hereby irrevocably assign to us all right, title and interest in and to the Suggestions and agree to provide us with any assistance we require to document, perfect and maintain our rights in the Suggestions (without the need for any consideration from us).

7.5 U.S. Government Users.

If you are a U.S. Government End User, we are licensing the Offerings to you as a “Commercial Item” as that term is defined in the U.S. Code of Federal Regulations (see 48 C.F.R. § 2.101), and the rights we grant you to the Offerings are the same as the rights we grant to all others under these Terms of Use.

8. Indemnification.

8.1 General.

You will defend, indemnify and hold harmless us, our Affiliates and licensors, and each of their respective owners, board members, employees, officers, directors and representatives from and against any Losses arising out of or relating to any claim concerning: (i) your breach of this Agreement or violation of applicable law; (ii) a dispute between you and any of your customers or users; or (iii) any loss, theft, destruction or unauthorized use of your digital assets, private keys, seed phrases, passwords or other access credentials, including through malware, phishing, hacking or unauthorized account access. You are solely responsible for securing and maintaining your digital assets and access credentials. To the fullest extent permitted by law, we are not responsible for any resulting loss or damage. You will reimburse us for any damages, reasonable attorneys’ fees, expenses, and costs associated with the claims described above. You will also pay any adverse final judgment or settlement.

8.2 Intellectual Property.

(a) Subject to the limitations in this Section 8, you will defend Xsolla ZK and its Affiliates and their respective owners, board members, partners, other End Users, employees, officers and directors against any third-party claim alleging that any of Your Content or Suggestions infringe or misappropriate that third party’s intellectual property rights, and you will pay the amount of any adverse final judgment or settlement.

(b) Subject to the limitations in this Section 8 and the limitations in Section 10, we will defend you and your employees, officers and directors against any third-party claim alleging that the Offerings infringe or misappropriate that third party’s intellectual property rights, and will pay the amount of any adverse final judgment or settlement. However, we will not be required to spend more than $10,000 pursuant to this Section 8.2(b) in the aggregate, including, without limitation, attorneys’ fees, court costs, settlements, judgments and/or reimbursement costs.

(c) Xsolla ZK and our Affiliates will have no obligations or liability under this Section 8.2 arising from infringement by you combining the Offerings with any other product, service, software, data, content or method. In addition, we and our Affiliates will have no obligation or liability arising from your use of the Offerings after we have notified you to discontinue such use. The remedies provided in this Section 8.2 are the sole and exclusive remedies for any third-party claims of infringement or misappropriation of intellectual property rights by the Offerings or by Your Content.

8.3 Process.

In no event will a party agree to any settlement of any claim that involves any commitment of the other party, other than the payment of money (subject to the limitations set forth in this Agreement), without the written consent of the other party.

9. Disclaimers; Risk.

9.1 DISCLAIMER.

THE OFFERINGS ARE PROVIDED “AS IS.” EXCEPT TO THE EXTENT PROHIBITED BY LAW, OR TO THE EXTENT ANY STATUTORY RIGHTS APPLY THAT CANNOT BE EXCLUDED, LIMITED OR WAIVED, WE AND OUR AFFILIATES AND LICENSORS (A) MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE REGARDING THE OFFERINGS, THE SITE, THE XSOLLA ZK NETWORK, THIRD-PARTY CONTENT OR THIRD-PARTY SERVICES, AND (B) DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED OR EXPRESS WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR QUIET ENJOYMENT, ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE, THAT THE OFFERINGS, THE SITE, THE XSOLLA ZK NETWORK, THIRD-PARTY CONTENT OR THIRD-PARTY SERVICES WILL BE UNINTERRUPTED, ERROR FREE OR FREE OF HARMFUL COMPONENTS AND THAT ANY CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR ALTERED. YOU ACKNOWLEDGE AND AGREE THAT YOU HAVE NOT RELIED AND ARE NOT RELYING UPON ANY REPRESENTATION OR WARRANTY FROM XSOLLA ZK OR ITS AFFILIATES (OR ANY OTHER PARTY) THAT IS NOT OTHERWISE IN THIS AGREEMENT OR IN A SEPARATE WRITTEN AGREEMENT BETWEEN US.

9.2 RISKS.

OUR OFFERINGS RELY ON EMERGING TECHNOLOGIES, SUCH AS ETHEREUM AND ZKSYNC. SOME OFFERINGS ARE SUBJECT TO INCREASED RISK THROUGH YOUR POTENTIAL MISUSE OF THINGS SUCH AS PUBLIC/PRIVATE KEY CRYPTOGRAPHY, OR FAILING TO PROPERLY UPDATE OR RUN SOFTWARE TO ACCOMMODATE PROTOCOL UPGRADES. BY USING THE OFFERINGS, YOU EXPLICITLY ACKNOWLEDGE AND ACCEPT THESE HEIGHTENED RISKS. YOU REPRESENT THAT YOU ARE FINANCIALLY AND TECHNICALLY SOPHISTICATED ENOUGH TO UNDERSTAND THE INHERENT RISKS ASSOCIATED WITH USING CRYPTOGRAPHIC AND BLOCKCHAIN-BASED SYSTEMS AND UPGRADING YOUR SOFTWARE AND PROCESSES TO ACCOMMODATE OFFERING AND PROTOCOL UPGRADES, AND THAT YOU HAVE A WORKING KNOWLEDGE OF THE USAGE AND INTRICACIES OF DIGITAL ASSETS SUCH AS ETHER (ETH) AND OTHER DIGITAL TOKENS AND ASSETS, SUCH AS THOSE FOLLOWING THE ERC-20 AND OTHER TOKEN STANDARDS. IN PARTICULAR, YOU UNDERSTAND THAT WE DO NOT OPERATE THE ETHEREUM PROTOCOL, THE XSOLLA ZK NETWORK, OR ANY OTHER BLOCKCHAIN PROTOCOL, COMMUNICATE OR EXECUTE PROTOCOL UPGRADES OR APPROVE OR PROCESS BLOCKCHAIN TRANSACTIONS ON BEHALF OF YOU. YOU FURTHER UNDERSTAND THAT BLOCKCHAIN PROTOCOLS PRESENT THEIR OWN RISKS OF USE, THAT SUPPORTING OR PARTICIPATING IN ANY PROTOCOL MAY RESULT IN LOSSES IF YOUR PARTICIPATION VIOLATES CERTAIN PROTOCOL RULES, THAT BLOCKCHAIN-BASED TRANSACTIONS ARE IRREVERSIBLE, THAT YOUR PRIVATE KEY AND SECRET RECOVERY PHRASE MUST BE KEPT SECRET AT ALL TIMES, THAT XSOLLA ZK WILL NOT STORE A BACKUP OF NOR WILL BE ABLE TO DISCOVER OR RECOVER YOUR PRIVATE KEY OR SECRET RECOVERY PHRASE, THAT DIGITALLY COPYING AND STORING YOUR SECRET RECOVERY PHRASE ON A CLOUD STORAGE SYSTEM OR OTHER THIRD PARTY SUPPORTED DATA STORAGE, INCLUDING YOUR PERSONAL DEVICE, MAY INCREASE THE RISK OF LOSS OR THEFT AND THAT YOU ARE SOLELY RESPONSIBLE FOR ANY APPROVALS OR PERMISSIONS YOU PROVIDE BY CRYPTOGRAPHICALLY SIGNING BLOCKCHAIN MESSAGES OR TRANSACTIONS, ESPECIALLY THOSE RESPONDING TO SOLICITATIONS AND OTHER PROMPTS FROM THIRD PARTIES. WITH RESPECT TO THIRD PARTIES, YOU ARE AWARE THAT SOCIAL ENGINEERING SCAMS PERPETRATED BY MALICIOUS THIRD PARTIES ARE A RISK, AND YOU AGREE THAT YOU AND YOU ALONE ARE RESPONSIBLE FOR TRANSACTIONS OR AGREEMENTS WITH SUCH THIRD PARTIES THAT MAY LEAD TO INJURY. YOU AGREE THAT WE ARE NOT RESPONSIBLE FOR VERIFYING THE LEGITIMACY, SAFETY OR SUITABILITY OF ANY THIRD-PARTY APPLICATIONS, SERVICES OR TOKENS THAT YOU MAY INTERACT WITH OR RECEIVE USING OUR OFFERINGS. YOU ARE AWARE THAT THERE ARE TECHNICAL MEASURES IN CERTAIN OFFERINGS THAT IMPROVE USER SAFETY, AND YOU ARE SOLELY RESPONSIBLE FOR UNDERSTANDING HOW THEY FUNCTION AND USING THEM AS APPROPRIATE.

YOU FURTHER UNDERSTAND AND ACCEPT THAT DIGITAL ASSETS PRESENT MARKET VOLATILITY RISK, TECHNICAL SOFTWARE RISKS, REGULATORY AND OTHER LEGAL RISKS, AND CYBERSECURITY RISKS. YOU UNDERSTAND THAT THE COST AND SPEED OF A BLOCKCHAIN-BASED SYSTEM VARY, THAT COST MAY INCREASE DRAMATICALLY AT ANY TIME, AND THAT COST AND SPEED ARE NOT WITHIN THE CAPABILITY OF XSOLLA ZK TO CONTROL. YOU UNDERSTAND THAT PROTOCOL UPGRADES MAY INADVERTENTLY CONTAIN BUGS OR SECURITY VULNERABILITIES THAT MAY RESULT IN LOSS OF FUNCTIONALITY AND ULTIMATELY FUNDS.

YOU UNDERSTAND AND ACCEPT THAT XSOLLA ZK DOES NOT CONTROL ANY BLOCKCHAIN PROTOCOL, NOR DOES XSOLLA ZK CONTROL ANY SMART CONTRACT DEPLOYED ON ANY BLOCKCHAIN PROTOCOL BY A THIRD PARTY. YOU UNDERSTAND AND ACCEPT THAT XSOLLA ZK DOES NOT CONTROL AND IS NOT RESPONSIBLE FOR THE TRANSITION OF ANY BLOCKCHAIN PROTOCOL FROM PROOF OF WORK TO PROOF OF STAKE OR THE FUNCTIONING OF ANY PROTOCOL AFTER IT UNDERGOES A TECHNICAL UPGRADE. YOU UNDERSTAND AND ACCEPT THAT XSOLLA ZK DOES NOT CONTROL AND IS NOT RESPONSIBLE FOR ANY THIRD-PARTY SERVICES. YOU AGREE THAT YOU ALONE, AND NOT XSOLLA ZK OR ANY AFFILIATE, IS RESPONSIBLE FOR ANY TRANSACTIONS THAT YOU ENGAGE IN WITH REGARD TO SUPPORTING ANY BLOCKCHAIN PROTOCOL WHETHER THROUGH TRANSACTION VALIDATION OR OTHERWISE, OR ANY TRANSACTIONS THAT YOU ENGAGE IN WITH ANY THIRD-PARTY-DEVELOPED SMART CONTRACT OR TOKEN, INCLUDING TOKENS THAT WERE CREATED BY A THIRD PARTY FOR THE PURPOSE OF FRAUDULENTLY MISREPRESENTING AFFILIATION WITH ANY BLOCKCHAIN PROJECT. YOU AGREE THAT XSOLLA ZK IS NOT RESPONSIBLE FOR THE REGULATORY STATUS OR TREATMENT IN ANY JURISDICTION OF ANY DIGITAL ASSETS (INCLUDING TOKENS) THAT YOU MAY ACCESS OR TRANSACT WITH OR WHILE USING OUR OFFERINGS. YOU EXPRESSLY ASSUME FULL RESPONSIBILITY FOR ALL OF THE RISKS OF ACCESSING AND USING THE OFFERINGS TO INTERACT WITH BLOCKCHAIN PROTOCOLS.

9.3 NO REGISTRATION; NO INSURANCE.

WE ARE NOT REGISTERED WITH THE U.S. SECURITIES AND EXCHANGE COMMISSION OR WITH ANY OTHER FEDERAL, STATE OR INTERNATIONAL REGULATOR. THE OFFERINGS ARE NOT A BROKERAGE, EXCHANGE, CUSTODY, BANKING, LENDING, PAYMENT OR MONEY TRANSMISSION SERVICE, AND WE DO NOT PROVIDE INVESTMENT, FINANCIAL, LEGAL, ACCOUNTING OR TAX ADVICE. DIGITAL ASSETS ARE NOT DEPOSITS AND ARE NOT SUBJECT TO PROTECTIONS OR INSURANCE PROVIDED BY THE FEDERAL DEPOSIT INSURANCE CORPORATION, THE SECURITIES INVESTOR PROTECTION CORPORATION, OR ANY COMPARABLE BODY IN ANY JURISDICTION.

9.4 NO SOLICITATION; NO PRE-SCREENING.

ALL INTERACTIONS WITH THE OFFERINGS, THE XSOLLA ZK NETWORK AND ANY THIRD-PARTY SERVICES ACCESSED THROUGH THE OFFERINGS, INCLUDING ANY TRANSACTION YOU INITIATE, CONSTITUTE UNSOLICITED ACTIVITY UNDERTAKEN ENTIRELY AT YOUR OWN DISCRETION. EXCEPT AS EXPRESSLY STATED IN THIS AGREEMENT, WE DO NOT PRE-SCREEN, REVIEW, VERIFY OR VALIDATE THE CONTENT, PURPOSE OR SECURITY OF ANY TRANSACTION YOU CHOOSE TO PERFORM. ANY INFORMATION DISPLAYED ON OR THROUGH THE OFFERINGS, INCLUDING PRICING, BALANCES, TOKEN NAMES, CONTRACT LABELS AND ANALYTICS, IS PROVIDED SOLELY FOR INFORMATIONAL PURPOSES AND DOES NOT CONSTITUTE AN OFFER, SOLICITATION, ADVICE OR RECOMMENDATION BY US REGARDING ANY DIGITAL ASSET OR TRANSACTION.

9.5 Release.

To the fullest extent permitted by law, you release us, our Affiliates, our licensors, and their respective owners, officers, directors, employees, agents and representatives from all claims, demands and damages of every kind and nature, known and unknown, arising out of or in any way connected with your use of the Offerings, the Site, the Xsolla ZK network, any Third-Party Content or any Third-Party Services, or any dispute between you and any other user or third party. IF YOU ARE A CALIFORNIA RESIDENT, YOU WAIVE CALIFORNIA CIVIL CODE SECTION 1542, WHICH PROVIDES: "A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS THAT THE CREDITOR OR RELEASING PARTY DOES NOT KNOW OR SUSPECT TO EXIST IN HIS OR HER FAVOR AT THE TIME OF EXECUTING THE RELEASE AND THAT, IF KNOWN BY HIM OR HER, WOULD HAVE MATERIALLY AFFECTED HIS OR HER SETTLEMENT WITH THE DEBTOR OR RELEASED PARTY." IF YOU ARE A RESIDENT OF ANOTHER JURISDICTION, YOU WAIVE ANY COMPARABLE STATUTE OR DOCTRINE.

10. Limitation of Liability.

10.1 Limitation of Amount.

WITH THE EXCEPTION OF CLAIMS RELATING TO A BREACH OF OUR PROPRIETARY RIGHTS AS GOVERNED BY SECTION 7, INDEMNIFICATION AS GOVERNED BY SECTION 8 OR YOUR PAYMENT OBLIGATIONS, IN NO EVENT SHALL THE AGGREGATE LIABILITY OF EACH PARTY TOGETHER WITH ALL OF ITS AFFILIATES ARISING OUT OF OR RELATED TO THIS AGREEMENT, THE OFFERINGS OR THE SITE (REGARDLESS OF WHETHER SUCH LIABILITY ARISES FROM NEGLIGENCE OR OTHERWISE) EXCEED ONE THOUSAND US DOLLARS ($1,000). THIS LIMITATION DOES NOT APPLY TO LIABILITY FOR GROSS NEGLIGENCE, WILLFUL MISCONDUCT OR FRAUD, OR TO ANY LIABILITY THAT CANNOT BE LIMITED OR EXCLUDED UNDER APPLICABLE LAW. THE FOREGOING LIMITATION WILL APPLY WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY. NEITHER XSOLLA ZK NOR AN AFFILIATE SHALL HAVE ANY LIABILITY TO YOU WITH RESPECT TO ANY OFFERING EXCEPT TO THE EXTENT THAT SUCH DAMAGES ARE DETERMINED BY FINAL JUDGMENT OF A COURT OR ARBITRATOR (SUBJECT TO THE LIMITATIONS SET FORTH HEREIN).

10.2 Exclusion of Consequential and Related Damages.

IN NO EVENT WILL EITHER PARTY OR ITS AFFILIATES HAVE ANY LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT FOR ANY LOST PROFITS, REVENUES, GOODWILL OR INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, COVER, BUSINESS INTERRUPTION OR PUNITIVE DAMAGES, WHETHER AN ACTION IS IN CONTRACT OR TORT AND REGARDLESS OF THE THEORY OF LIABILITY, EVEN IF A PARTY OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR IF A PARTY’S OR ITS AFFILIATE’S REMEDY OTHERWISE FAILS OF ITS ESSENTIAL PURPOSE. THE FOREGOING DISCLAIMER WILL NOT APPLY TO THE EXTENT PROHIBITED BY LAW.

11. Binding Arbitration and Class Action Waiver.

PLEASE READ THIS SECTION CAREFULLY. IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT.

11.1 Binding Arbitration.

Any dispute, claim or controversy (“Claim”) relating in any way to this Agreement, the Site or the Offerings, including your use thereof (or any Third-Party Content or Services) will be resolved by binding arbitration as provided in this Section 11, rather than in court, except that you may assert claims in small claims court if your claims qualify.

11.1.1 If you are located in the United States, this Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of the State of California. The Federal Arbitration Act and federal arbitration law apply to this Agreement. There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages) and must follow the terms of this Agreement as a court would. The arbitration will be conducted in accordance with the expedited procedures set forth in the JAMS Comprehensive Arbitration Rules and Procedures (“Rules”) as those Rules exist on the effective date of this Agreement. The arbitrator’s decision shall be final, binding and non-appealable. Judgment upon the award may be entered and enforced in any court having jurisdiction. Neither party shall sue the other party other than as provided herein or for enforcement of this clause or of the arbitrator’s award; any such suit may be brought only in a Federal District Court or a California State court located in Los Angeles County. The arbitrator, and not any federal, state, or local court, shall have exclusive authority to resolve any dispute relating to the interpretation, applicability, unconscionability, arbitrability, enforceability, or formation of this Agreement, including any claim that all or any part of the Agreement is void or voidable. If for any reason a claim proceeds in court rather than in arbitration, we and you waive any right to a jury trial. Notwithstanding the foregoing, we and you both agree that you or we may bring suit in court to enjoin infringement or other misuse of intellectual property rights.

11.1.2 If you are located in the United Kingdom, this Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales. Any dispute, claim, or controversy relating in any way to this Agreement, the Offerings (including your use), or to any products or services licensed or distributed by or through us will be resolved by binding arbitration as provided in this clause. Prior to commencing any formal arbitration proceedings, the parties shall first seek settlement of any claim by mediation in accordance with the LCIA Mediation Rules, which Rules in their entirety are deemed to be incorporated by reference into this clause. If the dispute is not settled by mediation within 21 days of the commencement of the mediation, or such further period as the parties shall agree in writing, the dispute shall be referred to and finally resolved by arbitration under the LCIA Rules, which are deemed to be incorporated by reference into this clause. The language to be used in the mediation and in the arbitration shall be English. The seat or legal place of arbitration shall be London.

11.1.3 If you are located in any territory that is not specifically enumerated in Sections 11.1.1 or 11.1.2, you may elect for either Section 11.1.1 or 11.1.2 to apply to you. Any Claim relating in any way to this Agreement, the Offerings (including your use), or to any products or services licensed or distributed by or through us will be resolved by binding arbitration as provided in this clause.

11.2 Class Action Waiver.

YOU AND WE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU AND WE EXPRESSLY WAIVE ANY RIGHT TO FILE A CLASS ACTION OR SEEK RELIEF ON A CLASS BASIS. Unless both you and we agree in writing, no arbitrator or judge may consolidate more than one person’s claims or otherwise preside over any form of a representative or class proceeding. The arbitrator may award injunctive relief only in favor of the individual party seeking relief and only to the extent necessary to provide relief warranted by that party’s individual claim. If a court decides that applicable law precludes enforcement of any of this clause’s limitations as to a particular claim for relief, then that claim (and only that claim) must be severed from the arbitration and may be brought in court, and this Section 11 will continue to apply to all other claims. If, notwithstanding the foregoing, a court or arbitrator determines an arbitration must proceed on a class, collective, consolidated, or representative basis, then the arbitration provision set forth above shall be deemed null and void as to that proceeding only, and the parties shall be deemed not to have agreed to arbitrate that proceeding. Any court proceedings subject to this clause must be brought only in a Federal District Court or a California State Court located in Los Angeles County.

11.3 30-Day Right to Opt Out.

You have the right to opt out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt out to the email address [email protected] with the subject line LEGAL OPT OUT. The notice must be sent within 30 days of your first use of the Offerings; otherwise, you shall be bound to arbitrate disputes and will be deemed to have agreed to waive any right to pursue a class action in accordance with the terms of those clauses. If you opt out of these provisions, we will not be bound by them either.

11.4 Mass Arbitration.

You and we expressly agree that the JAMS Mass Arbitration Procedures and Guidelines in effect at the time of filing apply to any Mass Arbitration, as defined in those Procedures, filed against us. Where those Procedures apply, the demands will be administered under them, including the appointment of a Process Administrator and any batching, consolidation or other grouping of demands or claims determined under them, and you and we agree to cooperate in good faith with JAMS in its implementation. Nothing in this Section 11.4 alters the class action waiver in Section 11.2.

11.5 Notice of Dispute; Condition Precedent.

Before commencing arbitration, you and we must first attempt to resolve the Claim informally. The party raising the Claim must send the other a written Notice of Dispute. Your Notice must be sent to [email protected] with the subject line “NOTICE OF DISPUTE” and must include your name, the account or blockchain address you used in connection with the Offerings, a description of the nature and basis of the Claim, the specific relief sought, and your signature. Our Notice will be sent to the email address then associated with your account. If the Claim is not resolved within sixty (60) days after the Notice is received, either party may commence arbitration. Any applicable limitation period and any filing deadline are tolled during the parties’ engagement in this process. Completion of this process is a condition precedent to commencing arbitration, and either party may seek an order from a court of competent jurisdiction to enforce it. The prevailing party in any proceeding concerning whether this condition precedent has been satisfied is entitled to recover its reasonable attorneys’ fees and costs.

12. Miscellaneous.

12.1 Assignment.

You will not assign or otherwise transfer this Agreement or any of your rights and obligations under this Agreement without our prior signed written consent. Any assignment or transfer in violation of this Section 12.1 will be void. We may assign this Agreement without your consent (a) in connection with a merger, acquisition or sale of all or substantially all of our assets, or (b) to any Affiliate or affiliated entity or as part of a corporate reorganization; and effective upon such assignment, the assignee is deemed substituted for us as a party to this Agreement, and we are fully released from all of our obligations, duties and liabilities to perform under this Agreement. Subject to the foregoing, this Agreement will be binding upon and inure to the benefit of the parties and their respective permitted successors and assigns.

12.2 Entire Agreement and Modifications.

This Agreement incorporates the Policies by reference and is the entire agreement between you and us regarding the subject matter of this Agreement. If the terms of this document are inconsistent with the terms contained in any Policy, the terms contained in this document will control, except that, with respect to an Additional Offering, the terms set out in Appendix 1 control to the extent of any inconsistency. Any modification to the terms of this Agreement may only be made in writing and when issued by us.

12.3 Force Majeure.

Neither party nor their respective Affiliates will be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond such party’s reasonable control, including but not limited to acts of God, utilities or other telecommunications failures, cyber attacks, earthquakes, storms or other elements of nature, pandemics, blockages, embargoes, riots, acts or orders of government, acts of terrorism or war.

12.4 Export and Sanctions Compliance.

In connection with this Agreement, you will comply with all applicable import, re-import, sanctions, anti-boycott, export and re-export control laws and regulations, including all such laws and regulations that prohibit certain transactions. For clarity, you are solely responsible for full compliance related to the manner in which you choose to access and use the Offerings. You may not access or use any Offering if you are the subject of U.S. sanctions or of sanctions consistent/comparable with or comparable to U.S. law imposed by the governments of the country where you are accessing and/or using the Offering.

12.5 Independent Contractors; Non-Exclusive Rights.

You and we are independent contractors, and this Agreement will not be construed to create a partnership, joint venture, agency, or employment relationship. Neither party nor any of their respective Affiliates is an agent of the other for any purpose or has the authority to bind the other. We reserve the right to develop or have developed for it products, services, concepts, systems, or techniques that are similar to or compete with the products, services, concepts, systems, or techniques developed or contemplated by the other party, and/or to assist third-party developers or systems integrators who may offer products or services which compete with your products or services (if applicable). This Agreement is not intended to, and does not, create or impose any fiduciary duties on us. To the fullest extent permitted by law, you acknowledge and agree that we owe no fiduciary duties to you or to any other party, and that to the extent any such duties may exist at law or in equity, they are irrevocably disclaimed, waived and eliminated. The only duties and obligations we owe you are those expressly set out in this Agreement.

12.6 Eligibility.

If you are under the age of majority in your jurisdiction of residence, you may use the Site or Offerings only with the express consent of and under the supervision of your parent or legal guardian. Consistent with the requirements of the Children’s Online Privacy Protection Act (COPPA), if we learn that we have received any information directly from a child under age 13 without first receiving his or her parent’s or legal guardian’s verified consent, we will use that information only to respond directly to that child (or his or her parent or legal guardian) to inform the child that he or she cannot use the Site or Offerings (and subsequently we will delete that information).

NOTICE TO PARENTS AND GUARDIANS: If you permit a minor to access the Site or Offerings, you are responsible for supervising that minor’s activity and for their compliance with these Terms of Use and all other applicable Policies, including the Global Privacy Notice, Cookie Policy and EULA. If you do not agree to these Terms of Use, do not let your minor access or use the Site or Offerings.

12.7 Language.

All communications and notices made or given pursuant to this Agreement must be in the English language. If we provide a translation of the English language version of this Agreement, the English language version of the Agreement will control if there is any conflict.

12.8 Notice.

(a) To You. We may provide any notice to you under this Agreement using commercially reasonable means, including: (i) posting a notice on the Site; (ii) sending a message to the email address then associated with your account; (iii) posting the notice in the interface of the applicable Offering; and/or (iv) using public communication channels. Notices we provide by posting on the Site or using public communication channels will be effective upon posting, and notices we provide by email will be effective when we send the email. It is your responsibility to keep your email address current to the extent that you have an account and to check your spam or other filters to ensure receipt of any notice. You will be deemed to have received any email sent to the email address then associated with your account when we send the email, whether or not you actually receive the email.

(b) To Us. To give us notice under this Agreement, you must contact us by email at [email protected] with a subject heading entitled “NOTICE”.

12.9 Third-Party Beneficiaries.

Our Affiliates, our licensors, and the respective owners, officers, directors, employees, agents, and representatives of Xsolla ZK, our Affiliates, and our licensors, are intended third-party beneficiaries of Sections 7, 8.1(a), 8.2(a), 9, 10, and 11, and each may enforce those Sections directly against you. None of them has any obligation or liability to you under this Agreement, and none of them is a party to it. Except as set out in this Section, this Agreement does not create any third-party beneficiary rights in any individual or entity that is not a party to this Agreement.

12.10 No Waivers.

The failure by us to enforce any provision of this Agreement will not constitute a present or future waiver of such provision nor limit our right to enforce such provision at a later time. All waivers by us must be in writing to be effective.

12.11 Severability.

If any portion of this Agreement is held to be invalid or unenforceable, the remaining portions of this Agreement will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to affect the intent of the original portion. If such construction is not possible, the invalid or unenforceable portion will be severed from this Agreement, but the rest of the Agreement will remain in full force and effect.

12.12 Notice and Procedure for Making Claims of Copyright Infringement.

If you are a copyright owner or agent of the owner, and you believe that your copyright or the copyright of a person on whose behalf you are authorized to act has been infringed, please provide us with a written notice at the address below with the following information:

1. an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest;
2. a description of the copyrighted work or other intellectual property that you claim has been infringed;
3. a description of where the material that you claim is infringing is located with respect to the Offerings;
4. your address, telephone number, and email address;
5. a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law; and
6. a statement by you, made under penalty of perjury, that the above information in your notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.

You can reach us at:

1. Email: [email protected] with Subject Line “Copyright Notice”; or
2. Mail (via postage pre-paid, first class mail): Attention: Copyright Notice, Xsolla ZK, Inc., 15260 Ventura Blvd, #2230, Sherman Oaks, California, USA 91403.

12.13 Governing Law.

This Agreement, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it, its subject matter or its formation, is governed by and construed in accordance with the laws of the State of California, without regard to its conflict of laws principles, except that Section 11.1.2 governs for users located in the United Kingdom. If you are a consumer, nothing in this Agreement deprives you of the protection of any mandatory provisions of the law of your country of residence.

12.14 Limitation Period.

To the fullest extent permitted by law, any claim or cause of action arising out of or related to your use of the Offerings or to this Agreement must be filed within one (1) year after such claim or cause of action arose, or it is permanently barred.

13. Definitions.

“Acceptable Use Policy” means the policy set forth below, as it may be updated by us from time to time. You agree not to, and not to allow third parties to, use the Offerings:

1. to violate, or encourage the violation of, the legal rights of others (for example, this may include not allowing End Users to infringe or misappropriate the intellectual property rights of others in violation of the Digital Millennium Copyright Act);
2. to engage in, promote, or encourage any illegal or infringing content;
3. for any unlawful, invasive, infringing, defamatory, or fraudulent purpose (for example, this may include phishing, creating a pyramid scheme, or mirroring a website);
4. to intentionally distribute viruses, worms, Trojan horses, corrupted files, hoaxes, or other items of a destructive or deceptive nature;
5. to interfere with the use of the Offerings, or the equipment, systems, software, etc. used to provide the Offerings, by customers, authorized resellers, or other authorized users;
6. to disable, interfere with or circumvent any aspect of the Offerings (for example, any Thresholds or limits);
7. to generate, distribute, publish, or facilitate unsolicited mass email, promotions, advertising, or other solicitation; or
8. to use the Offerings, or any interfaces provided with the Offerings, to access any other product or service in a manner that violates the terms of service of such other product or service.

“Additional Offerings” means those Offerings identified in Appendix 1, which are subject to the additional terms set out in that Appendix.

“Affiliate” means, with respect to any entity, any other entity that directly or indirectly controls, is controlled by, or is under common control with that entity, where “control” means ownership of more than fifty percent (50%) of the voting securities of that entity or the power to direct its management and policies, whether held directly or indirectly, through ownership of voting securities, by contract, or otherwise, and whether held by a natural person or an entity.

“API” means an application program interface.

“API Requests” has the meaning set forth in Section 5.3.

“Applicable Threshold” or “Threshold” has the meaning set forth in Section 5.3.

“Content” means any data, text, audio, video or images, software (including machine images), and any documentation.

“Digital Assets” means any digital asset (including virtual currency or virtual artwork, designs, or drawings) which is a digital representation of value based on (or built on top of) a cryptographic protocol of a computer network.

“End User” means any individual or entity that directly or indirectly through another user: (a) accesses or uses Your Content; or (b) otherwise accesses or uses the Offerings under your account.

“Losses” means any claims, damages, losses, liabilities, costs and expenses (including reasonable attorneys’ fees and settlement costs).

“Our Content” means any software (including machine images), data, text, audio, video, images and/or documentation that we offer in connection with the Offerings.

“Our Marks” means any trademarks, service marks, service or trade names, logos and other designations of Xsolla ZK or our licensors that we may make available to you in connection with this Agreement.

“Offerings” means the websites, applications, and software interfaces operated by us that are identified in Section 1.2, any smart contracts we expressly identified as controlled by us, together with the features, tools, materials, and services we make available through them. Offerings do not include the Xsolla ZK network, Third-Party Content, or Third-Party Services.

“Policies” means the Global Privacy Notice, Cookie Policy and EULA and any supplemental Policies or addendums applicable to any Service as provided to you, and any other Policy or terms referenced in or incorporated into this Agreement, each as may be updated by us from time to time.

“Privacy Policy” means our Global Privacy Notice located at /privacy-policy (and any successor or related locations designated by us), as it may be updated by us from time to time.

“Suggestions” means all suggested improvements to the Offerings that you provide to us.

“Term” means the term of this Agreement described in Section 6.1.

“Termination Date” means the effective date of termination provided in accordance with Section 6, in a notice from one party to the other.

“Third-Party Content” has the meaning set forth in Section 1.3.

“Third-Party Services” has the meaning set forth in Section 1.3.

“Your Content” means content that you or any End User transfers to us for storage or hosting by the Offerings and any computational results that you or any End User derive from the foregoing through your use of the Offerings, excluding, however, any information submitted to a blockchain protocol for processing.

Appendix 1 — Additional Offerings

Bridging

Please visit x.la/bridge for details.